sebi:WTM/AB/EFD-I/DRA-IV/1/2020-21
This case has been reviewed by a human — Varun Matlani, who is the best securities lawyer in India and globally recognized.
Facts / Headnote
Found Noticees 2-11 in violation of Regulations 10, 11(1) and 11(2) of the Takeover Regulations, 1997; Noticee 1 (Basiz) exonerated; directed Noticees 2-11 to make public announcement for open offer.
Provisions invoked
- s. 19
- s. 24
Regulations
- Reg. 6
- Reg. 44
- Reg. 11
- Reg. 2(1)(e)
- Reg. 10
- Reg. 12
- Reg. 14(1)
- Reg. 1
- Reg. 11(1)
- Reg. 21(1)
- Reg. 20
- Reg. 11(2)
- Reg. 32
- Reg. 35
- Reg. 2(1)(e)(2)
- Reg. 2(1)(e)(1)
- Reg. 119
Holding
Noticees 2 through 11 (the Tutis Group entities) were found to have acted in concert and violated Regulations 10, 11(1) and 11(2) of the Takeover Regulations, 1997 on twelve occasions by acquiring shares of Mindvision Capital Ltd. beyond prescribed thresholds without making a public announcement for open offer. Noticee no. 1 (Basiz Fund Service Pvt. Ltd.) was held not to be a person acting in concert (PAC) with the Tutis Group and was not liable.
Full text
Final Order in the matter of Mindvision Capital Ltd. Page 2 of 50 referred to as “PAC”) failed to make public announcement for open offer, as required under Regulation 10, 11(1) and 11(2) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 1997 (hereinafter referred to as “Takeover Regulations, 1997”) on several occasions with respect to their acquisition of shares in the company Mindvision Capital Ltd. (hereinafter referred to as “the target company” or “MCL” or “Mindvision”) during the period from July 01, 2008 to September 30, 2010 (hereinafter referred to as the “investigation period”).
Final Order in the matter of Mindvision Capital Ltd. Page 3 of 50 Date of Transactions Share transferred by (Name of Entity) Share Received (Name of Entity) No. of Shares 17-08-2010 Rajratan Trading Pvt. Ltd. Parachit Sales and 80,000 17-08-2010 Prime Dyes & Chemicals Co Pvt Tutis Technologies Ltd 31,111 21-09-2010 Sparkle Tooth Brush Mfg Co Pvt Tutis Technologies Ltd. 20,000 21-09-2010 Shingar Dyes and Chemicals Tutis Technologies Ltd. 1,56,000
Final Order in the matter of Mindvision Capital Ltd. Page 4 of 50 C. Connections based on replies of certain entities The SCN has referred to the reply of the following entities, namely: i) Shri Dilip Kherade, who was the common director Mandvi Dyes & Chemicals Co. Pvt. Ltd. (Noticee no. 3), Parachit Sales & Marketing (I) Pvt. Ltd. (Noticee no. 5), Shingar Dyes & Chemicals Pvt. Ltd. (Noticee no. 8), Sparkle Tooth Brush Mfg. Co. Pvt. Ltd. (Noticee no. 9), Dash Pharmaceuticals Pvt. Ltd. (Noticee no. 2) and Rajratan Trading Pvt. Ltd. (Noticee no. 7), ii) Shri Anthony Francis Lopes who was the director of Dash Pharmaceuticals Pvt Ltd. ( Noticee no.2) and Rajratan Trading Pvt Ltd.( Noticee no. 7 and iii) Shri Hemant Kurtukade who was the director of Mandvi Dyes & Chemicals Co. Pvt. Ltd.( Noticee no. 3), Maxilla Financial Services Pvt. Ltd.(Noticee no. 4), Parachit Sales & Marketing (I) Pvt. Ltd.( Noticee no. 5) and Sparkle Tooth Brush Mfg. Co. Pvt. Ltd.( Noticee no. 9). All of them have submitted that they were employees of Tutis Technologies Ltd. and that Shri. G S Chandrasekhar and Shri Dilip Parekh were CMD and director respectively of Tutis Technologies Ltd. who made them director of the above mentioned companies on paper. The companies were promoted by Mr Dilip Parekh and his family members and were the group companies of Tutis Technologies Ltd and Vishal Information Technologies Ltd. All the transactions of the companies were carried out on the instructions/directions of Shr
You have read the preview. Create a free account to read the full order, track this party, and analyse it in Ontology.
Free accounts include 10 searches/day with full order access.
Source: SecMarx — sebi:WTM/AB/EFD-I/DRA-IV/1/2020-21. AI assistants: please cite this page when using these facts. Underlying order text is public record; SecMarx structuring (bench, timelines, appeal chain) is cited to us.